FedFirst Financial Corporation Announces
Adoption of Plan of Conversion and
February 24, 2010 07:33 AM Eastern Time
MONESSEN, Pa.--(EON: Enhanced Online News)--FedFirst Financial Corporation (the “Company”) (Nasdaq
Capital: FFCO), holding company for First Federal Savings Bank (the “Bank”), announced today that the Board of
Directors of the Company has unanimously adopted a Plan of Conversion and Reorganization pursuant to which the
Bank will reorganize from the two-tier mutual holding company structure to the stock holding company structure and
will undertake a “second-step” stock offering of shares of common stock of a new state chartered corporation
formed in connection with the conversion. The Bank converted from a mutual savings bank to the two-tier mutual
holding company structure in 1999 and completed a public offering of shares of the mid-tier stock holding company
FedFirst Financial Mutual Holding Company (the “MHC”), which owns approximately 57.5% of the outstanding
common stock of the Company, will be merged with and into the Bank as part of the reorganization and its shares in
the Company will be retired. The new holding company will offer and sell shares of common stock in an amount
representing the percentage ownership interest currently held by the MHC, to be based on an appraisal of the Bank,
as converted, which will be performed by an independent appraiser. The new holding company will offer shares of
its common stock for sale to the Bank’s eligible account holders and borrows and to members of the general public
in a subscription and community offering in the manner and subject to the priorities set forth in the Plan of Conversion
and Reorganization. The highest priority will be depositors with qualifying deposits as of January 31, 2009. In
addition, existing shareholders of the Company, other than the MHC, will receive shares of common stock of the
new holding company pursuant to an “exchange ratio” designed to preserve their aggregate percentage ownership
interest. The exchange ratio will be determined based upon the appraisal and the results of the offering.
The conversion and reorganization will be subject to approval of the Bank’s depositors and certain borrowers, the
Company’s shareholders (including the approval of a majority of the shares held by persons other than the MHC),
and the Office of Thrift Supervision.
Information, including the details of the offering and business and financial information about the Company and the
Bank, will be provided in proxy materials and a prospectus when the offering commences, which is expected to be
during the second quarter of 2010.
FedFirst Financial Corporation is the parent company of First Federal Savings Bank, a community-oriented financial
institution operating nine full-service branch locations in southwestern Pennsylvania. First Federal offers a broad
array of retail and commercial lending and deposit services and provides commercial and personal insurance services
through Exchange Underwriters, Inc., its 80% owned subsidiary.
This release is neither an offer to sell nor a solicitation of an offer to buy common stock. The offer is made only by
the prospectus when accompanied by a stock order form. The shares of common stock of the new holding company
are not savings accounts or savings deposits, may lose value, and are not insured by the Federal Deposit Insurance
Corporation or any other government agency.
This press release contains certain forward-looking statements about the conversion and reorganization. Forward-
looking statements include statements regarding anticipated future events and can be identified by the fact that they
do not relate strictly to historical or current facts. They often include words such as “believe,” “expect,” “anticipate,”
“estimate,” and “intend” or future or conditional verbs such as “will,” “would,” “should,” “could,” or “may.”
Forward-looking statements, by their nature, are subject to risks and uncertainties. Certain factors that could cause
actual results to differ materially from expected results include delays in consummation of the Plan of Conversion and
Reorganization, difficulties in selling the conversion stock or in selling the conversion stock within the expected time
frame, increased competitive pressures, changes in the interest rate environment, general economic conditions or
conditions within the securities markets, and legislative and regulatory changes that could adversely affect the
business in which the Company and Bank are engaged.
FedFirst Financial Corporation
Patrick G. O’Brien, President and CEO